Premier Foods PLC

Declaration of Voting Results & Voting Rights Announcements • Jul 18, 2018

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RNS Number : 0660V

Premier Foods plc

18 July 2018

18 July 2018

Premier Foods plc (the "Company")

Result of Annual General Meeting 2018

Following the Annual General Meeting held earlier today, the Board of Premier Foods plc reports that the results of the poll are set out in the table below.

Keith Hamill, Chairman, said:

"A majority of shareholders who voted followed the Board's advice in supporting the re-election of Gavin Darby, CEO, to the Board of the company, and the Board appreciates their support."

"Over recent weeks we have had discussions with a substantial proportion of the major shareholders, which has included listening to the concerns expressed by those whose support we have still to earn.  The Board will give careful consideration to all shareholders' views. Discussions with shareholders will continue, including matters arising from voting at the AGM."

"The Board is committed to continuing its strategy of improving performance and reducing net debt, while working in parallel to identify other strategic opportunities to accelerate the Company's turnaround to create value for shareholders."

Resolution	For	%	Against	%	Total cast	% of ISC voted	Votes withheld*
1. To receive the 2017/18 annual report.	603,784,656	99.95	306,758	0.05	604,091,414	71.84%	52,191,131
2. To approve the Directors' Remuneration Report.	451,896,084	74.77	152,454,204	25.23	604,350,288	71.87%	51,932,255
3. To elect Keith Hamill as a director.	448,737,595	74.22	155,851,186	25.78	604,588,781	71.90%	51,693,764
4. To elect Shinji Honda as a director.	450,009,323	74.43	154,579,761	25.57	604,589,084	71.90%	51,693,461
5. To re-elect Gavin Darby as a director.	387,069,708	59.01	268,879,080	40.99	655,948,788	78.01%	335,915
6. To re-elect Richard Hodgson as a director.	455,225,800	75.29	149,395,142	24.71	604,620,942	71.90%	51,661,603
7. To re-elect Ian Krieger as a director.	452,118,103	74.78	152,462,113	25.22	604,580,216	71.90%	51,702,329
8. To re-elect Jennifer Laing as a director.	455,627,253	75.37	148,858,779	24.63	604,486,032	71.89%	51,796,671
9. To re-elect Alastair Murray as a director.	594,928,015	98.40	9,684,262	1.60	604,612,277	71.90%	51,663,268
10. To re-elect Pam Powell as a director.	455,773,017	75.38	148,839,738	24.62	604,612,755	71.90%	51,669,790
11. To re-appoint KPMG LLP as auditor.	457,039,677	75.66	147,003,858	24.34	604,043,535	71.84%	52,239,167
12. To approve the remuneration of the auditor.	456,864,998	75.60	147,417,133	24.40	604,282,131	71.86%	52,000,414
13. To approve the authority to make political donations.	456,824,958	75.60	147,444,874	24.40	604,269,832	71.86%	52,012,713
14. To approve the authority to allot shares.	411,647,787	68.11	192,710,560	31.89	604,358,347	71.87%	51,924,198
15. To renew the authority to disapply pre-emption rights.	414,413,795	68.58	189,860,746	31.42	604,274,541	71.86%	52,008,004
16. To renew the authority to disapply pre-emption rights for an acquisition or a specified capital investment.	413,988,694	68.52	190,211,381	31.48	604,200,075	71.85%	52,082,469
17. To approve the notice period for general meetings.	399,495,164	66.12	204,745,861	33.88	604,241,025	71.86%	52,041,520

*A vote withheld is not counted as a vote in law and therefore is not counted in the % of votes "for" or "against" a resolution.

The total number of shares in issue as at 16 July 2018 was 840,868,583 ordinary shares of 10p each.

In accordance with Listing Rule 9.6.2 copies of the resolutions in respect of the special business approved at the AGM will shortly be available for inspection on the UK Listing Authority's National Storage Mechanism at http://www.morningstar.co.uk/uk/NSM.

~ Ends ~

For further information, please contact:

Investors and analysts:
Alastair Murray, Chief Financial Officer	+44 (0) 1727 815 850
Richard Godden, Director of Investor Relations & Treasury	+44 (0) 1727 815 850

Media:

Maitland	+44 (0) 20 7379 5151
Neil Bennett
Clinton Manning
Joanna Davidson

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